Company management teams often bemoan the influence of ISS and some other proxy advisory firms.

FORBES: Why Did ISS Recently Advise Yahoo! Shareholders to Re-Elect the Board?

Momentum seems to be shifting to Icahn, who now has the backing of two major proxy advisory firms.

FORBES: Carl Icahn Lashes Out Against Motorola Board

He spent much of the summer and fall meeting with corporate-governance experts at proxy-advisory firms as well as 20 Citigroup investors representing more than 30% of the company's shares outstanding.

WSJ: Cit Awards CEO $11.5 Million in Pay